Dinner Date
by AlienForceFan
Summary: Gwen treats Kevin to dinner to apologize for crashing his car, and uses it as an opportunity to find out if Kevin feels the same attraction she has for him. R&R!
1. Chapter 1

Disclaimer: I do not own Ben 10 or Ben 10 Alien Force

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"Please, Kevin…?" Gwen wheedled.

"No."

Ben, Gwen and Kevin were hanging out at Mr. Smoothies after school. Ben had gone off to get them some food while Gwen persistently tried to convince Kevin to change his mind from across the table.

"Come on, you know you want to…"

"Gwen, I said no."

A couple of girls passed by their table and gave Kevin a once over. The blonde in the group batted her lashes at him flirtatiously. Kevin winked at her and she giggled. Gwen ignored them.

"Kevin, I really _really_ want it."

"Gwen, how many times do I have to say no?"

"But I need you!"

At her words, the boys at the table beside them who were obviously listening in to their conversation snickered. The guy nearest them flashed Kevin the thumbs-up.

"Butt out!" Kevin snarled at them, and they fell silent. He turned to Gwen. "Find someone else, Gwen. I'm really not interested."

"I thought you of all people would want to, I mean, with all your experience and everything…" The guys snickered again. Kevin gave them the finger without glancing in their direction.

"Experience has nothing to do with it, Gwen. No."

"I've waited 16 years for this, Kevin! I can't believe you're saying no, _especially_ since you're the only one who can give me pointers…"

Ben came back and dumped three large smoothies, a giant plate of fries and an equally huge serving of nachos in front of them. "Here you go, now pay up. My allowance won't last a week if I keep springing for you guys." He announced, waving the receipt in their faces.

Kevin rummaged in his pocket for some change while Gwen looked inside her purse. Ben plunked down beside Kevin and reached for a handful of fries. Kevin took a big gulp from his smoothie, trying to avoid looking at Gwen, who was now giving him puppy-dog eyes.

Finally, he gave a big sigh. "Fine! Let's do it, since you're practically begging me…"

"Yes!" cried Gwen, jumping up from her seat and throwing her arms around Kevin. "I promise you won't regret it!"

The guys at the next table guffawed. "You the man, Levin!" Kevin turned around and told them to do something that made a middle-aged woman passing by look scandalized. She raised her eyebrows at Kevin and gave him a reproachful look before moving on.

Ben laughed and gave Kevin a pat on the back. "Pretty choice comment." Seeing his friend's face, he added, "Don't worry, man. It won't be so bad. Gwen's pretty good once she relaxes a bit." Gwen narrowed her eyes at him.

Kevin sighed. "Yeah yeah… come over to my place tonight, and we'll see just how good you are."

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"Hey." Gwen said, knocking on Kevin's garage door later that evening. "I'm here." She shifted her weight front one foot to the other. Was this really such a good idea?

Kevin looked up from whatever he was tinkering with in his car's hood. He grabbed a rag on the work table beside him and wiped his hands.

"Ok." He said, slamming the hood down, flinging the rag back to the table. "Let's get this over with. You ready?"

Gwen looked at him nervously. After all that pleading, she was starting to feel a little apprehensive about going through with her plan. What if she was terrible? She'd embarrass herself completely in front of Kevin. Kevin, the one person she'd always wanted to impress. The one person she always wanted to look and act perfect around. She gave him a once over. He was wearing the same outfit he had on in Mr. Smoothies, a soft, gray sweater that set off his broad shoulders perfectly, and pants that were old and ratty but fitted him well. Too well.

She gulped. "I'm ready."

"We don't have to do this if you're scared, Gwen." Kevin said hopefully, walking around his car and coming to stand in front of her. "I mean, you can wait another year…"

"No, Kevin. I want this, and I need practice." Gwen replied, a determined glint in her eye. She wasn't going to let Kevin looking all hot and gorgeous sidetrack her. She held out her hand to him. "Just give it here."

"Right. Just… be careful ok? I just waxed her." Said Kevin, eyeing his car worriedly as he handed over his keys to Gwen. "I still can't believe how worked up you are about getting your license."

"I told you, I've wanted my own driver's license ever since I was a kid. I've never wanted anything so bad… well, aside from early acceptance into college, of course." Gwen said matter-of-factly, as she moved carefully towards the driver's side of Kevin's green Camaro. Gwen had just recently turned sixteen, and her parents had promised her a car if she could pass her driver's test.

"This is weird." Kevin said ruefully, as he slid into the passenger side.

"Ok." Muttered Gwen, shutting the door beside her. "Check the mirrors, lights…" She snapped on her seatbelt, Kevin following suit after glancing at Gwen nervously. He absently stroked his car's dashboard, as though reassuring it that it was in good hands.

"Thanks for letting me practice on your car, by the way. I really appreciate it." Said Gwen, turning to look at him in the car. "All your driving experience will really help me, too. I mean, you can coach me and everything, give me your expert assessment with my skills."

"Let's just go." Kevin said, a look of resignation on his face. Gwen took a deep breath, and slid the car slowly into reverse.

Kevin held his breath as the car slowly backed out of his garage. "Ok, now carefully turn to the right… Watch the curb!" Kevin yelled, as the unmistakable screech of metal grating across concrete reached their ears.

"I'm so sorry!" Gwen cried, as she frantically adjusted the car, while beside her Kevin groaned.

"Just… just go." He croaked out, indicating the street ahead.

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"Ok, now slowly change gears." Kevin instructed, as they drove carefully around town. It was now a little after 9, and traffic wasn't as bad as during the day. Gwen did as she was told and smoothly changed into second gear.

"Great, now turn around. Let's head back to my place before it gets too late." Kevin said. Aside from the whole curb-scratching incident, a few sudden stops and some engine stalling, nothing serious had happened and he was finally starting to relax.

Gwen smiled despite herself. She was doing quite well, aside from the engine stalling a few times when she forgot to press down on the clutch. Part of it wasn't her fault though. Kevin had placed his hand over hers to help her with the stick shift once and the feel of his rough hand on hers had made her flustered and forgetful. The sexy, woodsy smell of his aftershave in close quarters was also distracting, making her all dreamy so that she forgot to brake properly at some stoplights. She was going to have to get a grip though, if she wanted to pass her driver's test next week.

Gwen sighed inwardly. She really had to practice controlling herself around Kevin. A year had already passed and he still hadn't made a move on her. Which was a problem, as Gwen was increasingly realizing how incredibly hot Kevin was the more time they spent together. Kevin apparently, didn't share the same sentiments, otherwise he'd already have asked her out dozens of times.

_It's not fair!_ Gwen though angrily. _I'm not hideous. At least I'm okay looking… I think. Maybe I should think about changing my look…_

Gwen made a mental inventory of the clothes she owned. She frowned. Most of her clothes were pretty boring. She quickly glanced down on what she was wearing. A yellow t-shirt and capris. Definitely boring.

"Eyes on the road, Gwen." Kevin reminded her.

Gwen jerked out of her reverie, blushing slightly. "Sorry."

Trying to pay attention to the road, Gwen turned smoothly into the next street. They passed by some houses when a small creature suddenly ran in front of the car's headlights.

"Aaah!" yelled Gwen, as she jerked the steering wheel to the right to avoid hitting the squirrel.

CRASH! The car came to a stop and the engine died.

"Oh no oh no oh no…" Gwen cried out frantically. "Kevin? Are you alright?"

They had hit a tree, and the car's hood was now bent into a V-shape. Kevin was cursing under his breath beside her, rubbing his head where he had hit the window. He shook his head as though trying to clear it and took in the situation.

"My car…" he croaked, his face in his hands.

"Kevin, I'm so sorry!" said Gwen into her lap, tears forming in her eyes. She couldn't believe she crashed Kevin's car, his baby. She felt absolutely horrible.

"Can you get out?" Kevin asked, after taking a few deep breaths, obviously keeping the anger he felt in check. Inside, he was furious. He knew something like this would happen! This was why he didn't want to let Gwen drive his car in the first place!

Gwen heard the hard edge in his voice and nodded mutely, opening the door and getting out carefully, Kevin doing the same and stepping aside to survey the damage to his car.

It wasn't so bad. He'd had worse done to his car by DNAliens. The hood needed body work, obviously. He also had to replace his head lights, as both were cracked and one of them was blinking pathetically. He tried the engine, it still worked. Good. The windshield wasn't cracked too, thank God, although one of his wipers was bent in a strange angle.

He looked over at Gwen, who was trying hard not to cry but failing miserably, looking at what she'd done. Kevin felt his anger disappear immediately. She looked so vulnerable, standing there in her cute yellow t-shirt, her long hair pulled up in a ponytail. It wasn't her fault; it was that stupid squirrel's. He took a deep breath and pulled out a handkerchief from his pocket.

"Here," he said, handing it to Gwen. "I'm not mad. It wasn't your fault."

Gwen gave a sob and shook her head.

"Don't worry, it's clean." Kevin said, shaking the hanky in front of her, a wry smile on his face.

Gwen chuckled, but it was replaced by another sob as she took the hanky and dabbed her eyes with it. "I'm really very sorry, Kevin. I promise I'll pay you back for the damages." She managed to say between sniffs.

"Hey, it's ok. I've got insurance. You don't have to." Kevin told her. "Come on, stop crying. I can't stand it when girls cry."

Gwen gave him a watery smile and attempted to return his hanky.

"Nah, keep it." Kevin said, waving her hand away. He looked at his car again and sighed. "Come on, I'll take you home."

Gwen silently strode over to the passenger seat and got in. After attempting to close her side of the door, she found that it wouldn't close all the way. Great, now she felt even worse. As Kevin drove away silently, Gwen promised herself she'd make it up to him, one way or the other.

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A/N: How is it? Please R&R! I promise there will be juicier moments in the future chapters. Also, let me know if you want the rating to go higher… *wiggles eyebrows*


	2. Chapter 2

Disclaimer: I do not own Ben 10 or Ben 10 Alien Force

A/N: Thanks to everyone who reviewed! You guys really made my day!

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It was Friday night and Gwen, wearing a loose t-shirt and her oldest, most faded pair of jeans, was in her room packing an overnight bag. Her parents weren't going to be home for the weekend, and the plan was that she would spend two nights at Julie's.

She opened a drawer and grabbed a pair of blue pajamas. She still felt bad about crashing Kevin's car a few days ago. She hadn't spoken to him ever since he dropped her off at her house that night and drove away. He'd already refused her offer to pay for repairs, but maybe if she repaid him some other way? Like some new car seat covers or something.

Gwen shook her head as she headed into her bathroom for her toothbrush. No… car seat covers weren't a good idea. Kevin's taste was completely different from hers. She might get him something he totally hated.

Gwen went around her room collecting everything else she needed and carefully folded everything into a pink sports bag. She was heading out the door when she caught sight of herself in her full-length mirror. Oops, almost forgot to change into something more presentable. She put her bag down on her bed and opened her closet.

As she rifled through her hangers, her thoughts strayed back to Kevin. Maybe she should call him, or pay him a visit, see if he was alright. His house was on the way to Julie's. Sort of. She put back the pair of shorts she was considering and picked up her cell phone instead.

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Julie was lounging on her sofa when the phone rang. Checking the caller id, she pressed the Talk button. "Hey Gwen! You coming over or not?" she chirped into the receiver.

"Listen Julie, I… need to go somewhere before I come over." Gwen said.

Julie frowned. "Why, where are you?"

"I'm… uh… actually on my way to Kevin's. You know I crashed his car the other night, right? Well, I feel really bad about it and I thought… maybe I could take him to dinner or something, let him know how sorry I am. But I'm still coming over for the sleepover!" Gwen reassured her. "I'm just going to be a little late, that's all."

Julie grinned. She knew that Gwen had been crushing on Kevin for the longest time, and that she hadn't really done anything about it yet. Unfortunately, Kevin wasn't doing anything either, leaving the two of them in a 'romantic stalemate', as Julie liked to call it. "So you're blowing me off for a date with Kevin?" she asked innocently.

"It's not a date! I mean… not if he doesn't want it to be…"

"He still hasn't asked you out, has he? The jerk." Julie said with conviction. If she had her way she would've bugged Kevin to ask Gwen out ages ago, an approach that Ben, quite wisely in retrospect, had fully dissuaded her from doing.

"I don't know, Julie. I mean, he knows I like him, and I'm pretty sure he likes me too. So why doesn't he do anything?" Gwen asked glumly.

"So is that why you're taking him to dinner? You want to make the first move?"

"Well, I figure I can find out once and for all why he won't ask me out, or if he likes me or not if I spend a few hours alone with him. I mean, it's kind of hard to tell with Ben always around. Plus, if I tell him that the reason I'm taking him out is to apologize for crashing his car, I won't look like such an idiot if he ends up not liking me."

Julie raised her eyebrow. "You gave this a lot of thought, didn't you?"

"Not really. It just came to me. I guess when you're in love…" At Gwen's words Julie sat up from her couch so fast she probably gave herself whiplash. There was a sudden intake of breath and a pause on the other end. "I… I mean when you really like someone…"

"Gwendolyn Tennyson, did you just say that you're in love with Kevin Levin?!" Julie screeched into the phone.

Gwen stammered. "I… no… what I meant was… oh, alright! I think… I think I'm in love with him." She finally conceded.

"I knew it!" Julie yelled triumphantly. "Are you going to tell him tonight?"

"What? No! I mean… I don't know…"

"Well you better hurry up and ask him now, before he makes other plans. You can decide on the way." Julie advised her.

"Oh, um… ok. Wish me luck."

"Luck."

Julie hung up. Now what? The pizza she ordered for her and Gwen was already on the way. She picked up the phone again.

"Hey, Ben. You busy tonight?"

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Gwen put her phone down. Did she really love Kevin? She was very attracted to him, definitely… but love? It was hard to tell. Sometimes, she just got so frustrated with Kevin, like when he wouldn't ask her out or when he teased her. Other times, she never wanted to be apart from him, like when he saved her from DNAliens, or when he looked into her eyes… and smiled, as though he could see right into her, and liked what he saw.

Gwen sighed. She'd never really been in love before, so she had no basis for comparison. What she did know was that she'd never felt this strongly about anyone before. She thought of Julie and Ben. How did Julie know that she was in love with Ben? Julie… Suddenly Gwen felt a little guilty about bailing on her. Knowing Julie though, she'd probably be calling Ben to keep her company, and Ben would definitely go see her, especially when there was food involved. Feeling better, Gwen turned back to her closet.

Gwen looked through her clothes and decided on a mint green tank top that showed off her arms, well-toned from karate and fighting off aliens. She smiled. It wouldn't hurt to show a bit of skin, and green brought out the color of her eyes. She then reached for a pair of jeans, but in the last moment, started rummaging for something behind her closet. She finally pulled out a denim miniskirt, still with the tags attached to it. Julie had coerced her into buying it in one of their shopping trips and she had never felt any inclination to wear it– until now that is.

Gwen put her clothes on and surveyed herself in the mirror, running a comb through her hair as she did so. _Not bad, definitely a little sexier_. Then, grabbing her phone where she left it, she slung her bag over her shoulder and headed out the door.

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She reached Kevin's house in record time, and as expected, the light was on behind the closed garage door. There was also a clanging sound coming from inside. Frowning, Gwen peered into the small garage window to investigate.

Kevin had his back turned from the garage door, and he was pounding on a sheet of metal that Gwen recognized to be his car's hood. He had absorbed the metal with his arm and was reshaping the hood back to its original state. But Gwen didn't pay attention to this, because Kevin wasn't wearing a shirt.

Gwen's pulse quickened as she took in the sight of Kevin's muscles straining from exertion. He paused and wiped his brow with his normal arm, causing his back muscles to contract and Gwen's throat to go dry. As he continued with his task, Gwen gaped at him from outside, fully aware of how warm she was feeling and, she guiltily admitted to herself, how much she wanted to jump him at the moment.

Completely forgetting why she was there for a moment, Gwen stepped back to try to get a better view of Kevin, and accidentally hit the garbage can behind her, which toppled over with a crash, spilling its contents on the sidewalk.

At the sound of the crash, Kevin's pounding stopped. A few moments later, the garage door opened, bathing Gwen with light from the garage, frantically trying to right the garbage can and pick up its contents.

"Gwen?" Kevin said incredulously, looking from her to the garbage at her feet and back to her. "What are you doing here?"

Gwen looked at him and dropped the garbage can lid she was holding. The front view of Kevin without a shirt was even better. Of course she'd seen Kevin without a shirt on, like when they went swimming, but she still never got used to the sight. Gwen felt slightly faint as she took in his chest and his abs. Her eyes traveled lower, towards the faint line of dark hair that started below his navel, and went down to his…

Gwen gulped and forced her eyes to move back to Kevin's face. "I… uh… that is… I came here… to… uh take you to dinner." She blustered, her face flushing crimson.

"Take me to dinner? Like a date?" Kevin asked, raising his eyebrow at her.

"No!" Gwen said hotly, "I mean it doesn't have to be a date, only if you want it to… uh… I felt bad about crashing your car and well, thought I'd treat you to dinner as an apology. You haven't eaten yet, right?"

Kevin shook his head. "Why were you skulking around in my garbage cans?"

"I tripped, okay? Geez!" Gwen retorted, flustered. "It wasn't like I was spying on you or anything!" She paused, suddenly realizing she had given away too much.

"Ohhh…" Kevin said teasingly, winking at her. "Okay. Sure, take me out to dinner. Only let me take a quick shower and put on a shirt first. I wouldn't want you to 'trip' over any more trash cans again." Grinning, he beckoned at her to come inside.

Gwen glared at him as he sauntered back into his garage and through the door connecting it to the rest of the house. She used her manna to pick up the garbage so she wouldn't have to touch it and stalked into the house after Kevin.

^*^*^*^*^*^

The inside of Kevin's house was a mess. Gwen wrinkled her nose as she shifted a pile of laundry aside to make room for her to sit on the couch, then dropped her bag on the floor next to her feet. What did she expect? She'd seen the back of Kevin's car; the state of his house really didn't surprise her. She heard the shower going on in the bathroom, and an image of Kevin naked floated unbidden into her thoughts.

_Snap out of it, Tennyson! _Gwen thought, giving herself a mental whack. _Let's just go through dinner without you turning into a raging mass of hormones_.

Looking around, Gwen decided to tidy up a bit while she waited. She got up from the couch and headed to the small kitchen beside the living room. Opening a few cupboards, she finally located a trash bag. Eyes glowing pink, she directed her manna to pick up an empty box of pizza, some Chinese take-out boxes, three soda cans, and a Twinkies wrapper. All of this soared into the trash bag, which glowed pink as it tied itself close with a knot. Gwen smiled. She was really getting better at manipulating her powers.

Soon, Gwen heard the sound of the shower being turned off. A few minutes later, Kevin stepped back into the living room, wearing a black t-shirt and jeans and toweling his hair dry. He blinked.

"You cleaned up?" He glanced at Gwen inquiringly. "Uh… thanks." He blushed slightly.

"It wasn't a problem." Gwen reassured him. "Ready to go?"

Kevin nodded, then paused, looking at Gwen. "You… look different. From the way you usually dress, I mean. I didn't notice out there in the dark."

Gwen twirled her hair through her finger nervously. "Do you like it? I don't look weird, do I?"

"No… you look fine." Kevin said, still staring at her. Then, seeming to come out of it, said "So, uh… where are you taking me?"

Gwen hid a small smile. Kevin noticed her clothes! It was one of the things she loved about him, how he always paid attention, even to the little things. Love, there it was again…

"I don't know, where do you want to go? Where do you usually eat?" Gwen asked.

Kevin dropped the towel he was holding on the floor. "I'll pick it up later." He said, noticing Gwen's expression. Then, looking awkward, as though he were embarrassed, said "I usually just order take-out. Sometimes I go to this bar a buddy of mine owns. They serve the best cheeseburgers. We could go there if you like."

"A bar?" Gwen frowned. "Won't we get in trouble for being underage?"

"Nah. Jack's cool. He always let me in, even lets me drink as much as I…" Kevin stopped talking, looking sheepish. "We don't have to drink. We don't even have to go. Just making a suggestion."

"It's fine. Let's go there." Gwen said decidedly. She was actually curious to see more of Kevin's world.

"Oh, ok. We'll have to take the bus, though. My car's in no shape to drive around." Kevin glanced at her. "Is that ok?"

"Of course! No problem." Gwen said quickly. After all, it _was_ her fault Kevin's car was wrecked. "Let's go!"

Kevin shrugged and crossed the room to his front door. Turning back to wait for Gwen, he noticed her bag. "Hey, you running away or something?"

"No, I'm sleeping over at Julie's later. Much later." Gwen added, hoping Kevin got the hint that she had no intention of cutting their evening short. "Can I just leave this here?"

"Uh… yeah, sure." Kevin shrugged again. "Come on, I'm starving. You don't want to keep Julie waiting too long, too."

Gwen picked up her bag and dropped it on the sofa seat she vacated. With her back turned to Kevin, she rolled her eyes. Boys. Sometimes they were just so dense. Did she have to spell it out for him?

"We don't have to hurry. We've got the whole night." She smiled at him brightly.

"Oh… ok." Kevin blushed.

Gwen liked it when Kevin blushed. It made him less hard around the edges. Plus, she thought with a grin, it meant she was affecting him.

Walking towards Kevin, she let herself out the door, then waited for him to lock up. Then together, they set off for the bus stop.

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A/N: Ok, that's it for now. I probably won't be updating so quickly for awhile, as I'm going to start work tomorrow. Let me know what you guys think of this chapter anyways. As always, R&R!


	3. Chapter 3

Disclaimer: I do not own Ben 10 or Ben 10 Alien Force

A/N: Hey everyone! Thanks again to those who replied! I love you guys! Btw, I'm re-uploading my first two chapters as I just realized that I forgot to put in a disclaimer and the divisions within my chapters went wonky.

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"I hate riding the bus." Kevin muttered, as he and Gwen got down. It was a warm night. The first stars were just coming out in the sky overhead, but the artificial yellow glow cast by the streetlights around them detracted from the view.

"Why's that?" Gwen wondered, walking in step beside him. Kevin led her around a corner and moved straight ahead.

Kevin shrugged. "I hate riding in anything where I'm not behind the wheel." He turned to look at Gwen with a cheeky grin. "I like being in control."

Gwen rolled her eyes and stared at the sidewalk ahead. She frowned.

"Where are we?"

"Downtown."

"I've never been in this part before." Gwen said, with a hint of nervousness in her voice. The sidewalk they were on was liberally littered with empty soda cups and candy wrappers. They kept walking and got near a group of teenagers in black who were smoking and passing a brown bottle between them. One of the boys leered at Gwen.

"It's perfectly safe. I've been here lots of times." Kevin reassured her, though he gently steered Gwen away from the group by the elbow, glaring at the boy as they passed. Gwen was starting to wish she'd worn something other than her miniskirt. She was starting to feel slightly exposed.

They passed by more people, all of whom seemed to Gwen to look like they were very unhappy with their lives. None of them were smiling at any rate, and a middle-aged woman dressed in a patched jacket carrying a bag of groceries, from which the top of a slightly wilted-looking lettuce peeked out, peered at them suspiciously as she made her way home.

"I'm not sure I like this place very much." Gwen told Kevin in a small voice. She moved slightly closer to Kevin as they walked, trying not to make eye contact with the passers-by who looked at her either curiously or else scowled at her.

Kevin felt like hitting himself very hard on the head. How could he have been so stupid! He should have known that a girl like Gwen would feel uncomfortable in a place like this. While it wasn't strictly speaking the 'bad part' of town, it wasn't exactly the most affluent… or the most sanitary for that matter.

Kevin stopped and Gwen turned to look at him.

"Listen, we can go back to Bellwood if you want. We don't have to stay here." He told her offhandedly. He looked back. "I think there's another bus coming soon."

"No, no. It's fine." Gwen assured him, and on impulse, clutched at his arm.

Kevin went red.

"Uh… my buddy's place is over th…there." He stammered, gesturing at a nondescript-looking building about ten feet away.

Gwen gave him a smile. "Let's go."

^*^*^*^*^*^

The room they entered was noisy, with a haze of cigarette smoke enveloping the patrons. While it was still relatively early in the evening, the bar already seated quite a few people nursing quantities of alcohol. Some gulped down their drinks while chatting with their companions, others hunched over their glasses alone.

Gwen wrinkled her nose at the smoke. She never really liked the smell. She followed Kevin who led her to the bar, and watched as the man standing behind the counter greeted him.

"Levin! The usual?"

"Not tonight, Riley. Just two cheeseburgers and make it quick. I'm starving." Kevin gestured at Gwen, who walked over to his side. "This is Gwen. Gwen. Riley."

Riley looked to be about 23, with longish dark hair like Kevin's which he tied up in a ponytail. He had a pierced eyebrow, and wore a t-shirt which was torn at the sleeves, revealing muscular arms.

Riley looked Gwen up and down. "Who's this? Your girlfriend?"

Gwen and Kevin both blushed. "No!" Both of them said at the same time.

"Huh. Riight. Make yourselves comfortable. I'll tell Chuck to hurry up on the cheeseburgers." Smirking at the two of them, Riley stepped through double-doors into what must be the kitchen.

Kevin leaned in close to Gwen, who was looking around and didn't realize their proximity until she felt his warm breath on her neck. She shivered despite herself. Kevin didn't seem to notice.

"Riley may not look it, but he's part alien. Used to trade alien tech with me until he made enough to open this place." He whispered.

Gwen looked at him incredulously. "Really?"

"Yup."

Riley came back to the bar, and after pouring a couple of shots for the people next to them, looked at Gwen.

"So what's a pretty girl like you doing around a guy like Levin, here?" he asked, cocking his head in Kevin's direction. "This guy's a magnet for trouble."

Gwen frowned at him. "Kevin's a very good friend. He's come a long way from trading alien tech with you."

Riley raised his eyebrows, making the ring through one of them glint. "I see Kevin told you about our history. You a plumber like him?"

Gwen nodded, still frowning at him.

Riley raised both his hands up as though in surrender. "Chill, Gwen. I've pretty much reformed like Levin here. Although we both still enjoy breaking a few rules here and there." He and Kevin exchanged a look and both of them grinned, as though sharing an inside joke.

Gwen furrowed her eyebrows. "Kevin…" she started.

"Come on, Gwen. Relax. He's just teasing." Kevin laughed.

Riley laughed too. "Here," he said, placing two bottles of beer in front of them. "On the house, just to prove my intentions are good."

Kevin looked at Gwen as she eyed the beer apprehensively.

"You don't have to drink it." He told her, as he took a swig from his bottle.

Gwen closed her eyes, shrugged, and gingerly gulped in a mouthful. "Ugh. It tastes terrible!" she said with a grimace.

"You're not supposed to swill it around in your mouth like wine, Gwen." Kevin said, taking another swig.

Gwen pushed her bottle at Kevin. "Here, you finish it."

Kevin shrugged and pulled the bottle towards him.

A few minutes later, Riley came back and deposited two cheeseburgers with a side of fries in front of them. "Eat it while it's hot." He said, and turned to grab a bottle of vodka from the shelf behind him, heading towards a man sitting at the other end of the bar.

The cheeseburgers smelled heavenly, even to Gwen, whose nose had admittedly become a bit desensitized after all that smoke. She took a bite and smiled as she chewed.

"This is delicious!" she told Kevin between chews, accidentally spraying him with a bit of meat from her mouth.

Gwen went red as she struggled to swallow. "I'm so sorry!" she cried out, trying to wipe at Kevin's shirt with a napkin.

"S'okay." Kevin grinned. "Whod've thought Miss Manners talked with her mouth full?" he teased, while he flicked away the piece of meat from his shirt.

Gwen chose to ignore this comment and concentrated on nibbling at her fries. But something troubled her. After a few moment's silence, she spoke.

"Kevin, do you think I'm attractive?"

Kevin, who was halfway between taking a huge bite of his burger, choked. "Wha… what do you mean?" he managed to say between coughs.

Gwen dipped a French fry in ketchup. "I mean, what you said, the Miss Manners thing… and Riley telling me to chill… Am I too uptight?" she frowned at her plate. "That's not very attractive, is it?"

Kevin shook his head. "I didn't mean it, Gwen. Sure, sometimes you get a little too serious, but that's what makes you you, and… I like that about you. You're different from other girls. You keep me grounded." Kevin turned away, taking another bite of his burger, his cheeks slightly pink.

Gwen smiled at him. "Really?"

"Yeah." Kevin mumbled, staring broodingly at his plate. "You're pretty terrific." He added quietly.

Gwen's heart leapt into her throat. Did she hear what she thought she heard? Grinning stupidly, she went back to her dinner, Kevin beside her taking liberal swigs of beer, looking uncomfortable.

_Tell me you like me and want to go out with me… _ Gwen thought, willing Kevin to speak up. Unfortunately, he didn't seem to be feeling any of her mental prodding. Gwen furrowed her brow. Finally, she couldn't take it any longer.

"Kevin Levin, why don't you just admit you like me and ask me out?!" she demanded, turning her body on the bar stool to face him fully.

"I already told you – don't push me." Kevin said through gritted teeth. He avoided looking at Gwen all the same.

"At least tell me if you like me or not."

Kevin closed his eyes, took a deep breath, and turned to face her as well. "I do like you, Gwen. I think that's pretty obvious."

"Then why won't you ask me out?!" Gwen asked, her voice rising. People sitting near them were starting to look.

"Keep it down!" Kevin hissed, then said under his breath, "I'm no good for you, Gwen."

"That's bull, Kevin, and you know it." Gwen said, glaring at him.

"What's bull is you wasting your time being around me. You can have any guy you want!" Kevin almost yelled in frustration. "I shouldn't have taken you up on dinner."

Gwen felt her face flushing in anger. "You're impossible!" she yelled at him. People were definitely staring at them now, and the volume in the room dropped down a notch as people stopped talking to listen to them.

Kevin glared at a few people, took another deep breath then said more softly, "Gwen, I'm not the right guy for you. I'm irresponsible, unreliable… I'm just gonna end up hurting you, and I don't want that. You'll be happier with somebody else."

"I am happy with you, and I don't want anybody else." Gwen said, softening. "You keep thinking you're this horrible person but you're not. You're one of the best, most amazing people I know. You've saved my life dozens of times, and despite what you might think, I know I can always count on you."

Kevin fiddled with his bottle of beer. "You know, Gwen, you're the only one who's ever wanted to stick with me no matter what." He looked at her. "That means a lot."

Gwen reached out and grasped his hand. It was calloused and slightly wet from holding the icy bottle of beer, but it was warm nonetheless. She squeezed his hand, and he squeezed back. "Kevin, I…"

"Hey honey, we heard your little commotion over there. Wanna ditch this jerk and join us instead?"

Gwen dropped Kevin's hand and both of them turned to look at the source of the voice. Standing next to Gwen's seat was a tall, slightly overweight guy with a buzz cut, meaty hands, and a glaze in his eyes that suggested he'd had a little too much to drink.

"No, thank you." Gwen told him politely, not making eye contact. Kevin stiffened beside her, his fists clenched.

"Come on, honey…" the big guy said, "We don't bite." He gave a drunken laugh and grabbed Gwen's arm.

"Hey!" Gwen yelled, trying to pry him off, but his hand was like a vice. Suddenly, the guy let he go with a yell. The next moment he was slumped on the ground, clutching at his gut with a moan. Kevin was on his feet, his fist drawn back for another punch.

"You alright?" he asked Gwen, finally relaxing and turning his full attention on her.

"Yes, thank you… Look out!" Gwen cried. The man had gotten back to his feet and made a lunge for Kevin. Kevin, his reflexes honed from fighting aliens, sidestepped the man easily and threw another punch at him. People around them were cheering.

"Levin, get out now!"

Riley had appeared behind the counter and was gesturing urgently at the two policemen who were getting up from their table in the corner. One of them was speaking into a walkie-talkie.

"Damn." Kevin said, then grabbed Gwen's hand. "Let's go."

The two of them made a dash for the door. Out of the corner of her eye, Gwen saw one of the cops hurriedly following them.

"He's following us!" Gwen told Kevin in panic, as they ran out of the bar and onto the street.

"Probably called for back-up too." Kevin muttered, Gwen running along beside him as he made for a group of buildings.

"Stop!" The policeman yelled behind them.

"Come on!" Kevin yelled as they turned a corner. They ran on when Kevin suddenly pulled Gwen into an alley beside a decrepit looking building, with a faded sign advertising mouthwash hanging off its hinges in the front.

They squeezed into the dark alley and tried to blend into the shadows. Kevin gently pushed Gwen until her back was to the wall. He stood as close as he could in front of her and absorbed the brick wall behind her. He touched her arm and Gwen felt a curious sensation as her skin turned into brick as well. The both of them were now effectively camouflaged.

They held their breath as they heard voices coming nearer to their hiding place. Standing completely still, Gwen felt her heart in her throat as a flashlight beam swept past them. However, as it was too dark and the flashlight beam weak, the officer didn't notice the two, brick-colored figures in the shadows. He moved on to the next building.

They waited until the voices completely faded into the distance. After a few minutes, Kevin changed the both of them back. Gwen felt another strange sensation as her body turned back to skin.

"That was close." Gwen sighed, her heart rate beginning to return to normal. It was then that she realized Kevin was staring at her and that they were so close together.

"Yeah." Kevin managed to choke out, his breath hoarse. He was breathing hard. He didn't move his body away from Gwen's.

Gwen's pulse speeded up again, though it had nothing to do with fear. She could feel the length of Kevin's body against hers. She bit her lip, her breathing becoming labored as well.

"Gwen…" Kevin said in a low voice, "Did you really mean what you said in the bar?"

"Yes." Gwen replied. Her breath caught in her throat as Kevin suddenly leaned forward and pressed his lips against hers.

Gwen sighed against Kevin's lips and wrapped her arms around his neck, pulling him in closer. She heard him groan as their lips and bodies melted against each other, his hands in her hair and moving along her back. She felt him harden against her thigh and this turned her on even more.

"Kevin…" Gwen breathed out as he moved his lips away from her mouth and started kissing along her jaw. She gasped as his hot mouth moved along her neck, teasing her with little nips. When he started sucking, her entire body arched against his and she moaned in pleasure.

Their breathing ragged, Gwen started fumbling with Kevin's pants. She wanted him so bad. Kevin's hands were already under her shirt.

Suddenly, Gwen's pocket started vibrating and her cell phone rang. The shrill ringtone brought them back to reality and the two of them broke apart breathless.

"You… you should answer that." Kevin told her. He slumped against the wall opposite and tried to regain his composure.

"H… Hello?" Gwen managed to say as she put the phone to her ear. She tried to smooth out her hair. Kevin was fixing his pants.

"Gwen? Are you okay? Where are you?" Julie's voice was worried.

"I'm fine, Julie. I'm still with Kevin."

"Oh… ok. My parents were just asking me what was taking you so long. They also sent Ben home after he fell asleep watching _27 Dresses_ with me." Gwen could hear the scowl in Julie's voice. The girl hated it when Ben didn't appreciate her choice in movies.

"Tell your parents I'm on my way. Ok. Bye." Gwen hung up.

"You have to go?" Kevin mumbled, running a hand through his hair.

"Yeah…" Gwen said. "But I have to get my overnight bag from your house first."

"Ok." Kevin said, then did something out of character. He took Gwen's hand in his own, kissed it, and led her out of the alley.

Gwen blushed, then did something out of character as well. She let go of Kevin's hand and instead wound her arm around his waist. Kevin grinned, and put his arm around her shoulders. Together, they made their way to the bus stop.

^*^*^*^*^*^

A/N: Sorry for taking so long to update. Is what I wrote appropriate for the rating? If not, please let me know! One more chapter to go! By the way, I'm going to ask again. Do you guys want the rating in the next chapter to go up? Let me know too!


	4. Chapter 4

Disclaimer: I do not own Ben 10 or Ben 10 Alien Force

A/N: Last chapter! Woohoo! Hope you guys like it!

^*^*^*^*^*^

It was getting late, and there were fewer people in the streets, though there was plenty of noise coming from a nearby building which looked to be a dance club. A sharp breeze blew past, and Kevin held Gwen a little closer as though shielding her from it.

Gwen sighed contentedly as they walked along the sidewalk on the way to the bus stop. Now that they were both a bit calmer, Gwen could fully appreciate how well she fit into his body, how his arm felt as though it were made for the exact slope of her shoulders, and how the warmth she felt emanating from him made her want to stay beside him forever.

"Gwen."

"Hmm?"

"Are you sure about this?"

Gwen stopped walking and faced Kevin. The streetlight behind him put his face in shadow. What she could see of his features looked troubled.

"What do you mean?" she asked.

Kevin put his hands in his pockets and stared at the pavement. "Dating me." He suddenly looked up, eyes wide. "I mean… if that's what you want. To date me. Sorry… I never asked. What I mean is… I know I shouldn't assume…" Kevin stammered.

Gwen walked up to him and planted a swift kiss on his lips. This shut Kevin up. "Of course I want to date you. I've been trying to get you to ask me out for ages."

Kevin still looked troubled. He sighed. "I'm not promising I'll be the best boyfriend in the world. I'm asking if you're sure 'coz I've got issues. You know that. I'm an ex-con, for one thing. I don't want to pull you down."

Gwen sighed. "Kevin, you're not some lowlife. Yeah, you're an ex-con, but you've changed." She touched his face. "I know you've changed. You're a different person from when we first met, and who you became is who I fell in love with."

Kevin froze. Gwen's eyes grew wide. Oh no. Did she just tell him she loved him? Here? In the middle of a questionable neighborhood after being chased by cops? Not exactly the picture perfect scenario she had in mind. Blushing furiously, Gwen turned around and stared ahead.

"So… yeah. I'm sure. Maybe we should get going, we might miss the bus, and I really have to get to Julie's as soon as possible. Wow, look at the time, it's so late." Gwen babbled, her voice gaining in pitch with each word.

"Gwen."

Gwen stopped and turned around. Kevin walked up to her, his expression unreadable. Suddenly, he reached out and drew Gwen in to a tight hug.

"You are possibly the best thing in my life." He whispered in a low voice. He buried his face in her hair and hugged her even tighter.

Gwen felt herself choking up as she hugged Kevin back, her arms barely circling Kevin's broad back. No one had ever said anything as sweet or as sincere to her. Ever.

Finally they pulled apart. Kevin gently wiped a tear off Gwen's cheek with his thumb. "In case you're wondering," he added softly, his voice catching, "I love you too."

Gwen felt like her heart was about to burst with joy. Silently, Kevin took her hand and the two of them continued walking.

^*^*^*^*^*^

There was no one on the bus when Gwen and Kevin got in, except for the driver and an old man who was nodding off near the front.

Feeling giddy, Gwen made her way to the back, Kevin following. Kevin loved her! And they were officially dating! Plopping herself down on the seat, Gwen couldn't stop grinning stupidly. Sneaking a look at Kevin, she saw he had a similar expression, although he kept glancing away every once in a while as though he didn't want her to see. Gwen grinned even more. Kevin and his silly male machismo were just too cute.

Putting her head down on Kevin's shoulder as the bus pulled away, Gwen's thoughts strayed to their kiss in the alley. She remembered how insistently Kevin had kissed her, and how their bodies had melded together so perfectly…

Gwen shifted herself closer to Kevin on the seat. She fidgeted, feeling a bit restless… and hot. Thinking about their kiss again, Gwen realized something: she wanted more.

Casually, she brushed her hand over Kevin's, then held it firmly in hers. Kevin smiled at her, but then looked alarmed when she placed his hand on her bare knee. She left it there and touched Kevin's knee as well. Feeling bold, she moved her hand up until it was resting on his inner thigh. She watched in fascination as Kevin grew hard again. She moved her hand, making Kevin gasp. But then Kevin's hand moved up Gwen's leg as well, and it was her turn to gasp when his hand went under her skirt. She closed her eyes and let out a small moan.

Both of them were breathing hard now. Gwen couldn't take it anymore. She had to feel him, now. She grabbed at his pants button and popped it open, sliding her hand in under his boxers, making Kevin groan out loud. Kevin moved his fingers as well, and Gwen bit back the cry she felt coming out of her mouth. She closed her eyes, bit her lip, and threw her head back on the seat.

Suddenly, the bus driver cleared his throat loudly. He was looking at them carefully in the rearview, his eyes stern.

Both Gwen and Kevin hastily retracted their hands, Kevin gingerly buttoning his pants again.

"Busted." Kevin muttered under his breath, while Gwen giggled silently beside him. The bus kept moving.

They got down on the next stop and walked the short distance to Kevin's place. He opened the door, waited for Gwen to go in, then closed it behind both of them. Gwen switched on the lights and walked over to where she had left her bag and grabbed it.

"So… I guess I'll be going then. And… I'm sorry about tonight." She told Kevin.

"Why?"

"Well, I didn't really get to treat you to dinner since we ran off without paying. Which reminds me, can you tell Riley that I'll pay him back for the cheeseburgers as soon as I can? I can drive there once I get my license." Gwen frowned. "Now that I think about it, I feel bad about just leaving like that."

"Nah, don't be." Kevin assured her, "Riley'll put it on my tab. Dinner's on me."

"But the whole point was me treating you, for, you know, crashing your car." Gwen said.

"You _did_ treat me." Kevin told her, winking. "Your treat beats dinner anytime."

Gwen cocked an eyebrow at him. "Then maybe I should treat you again sometime."

"Anytime, babe."

"Ugh. Don't call me that."

"How 'bout sweet buns, then?"

"Eww…"

"Honeycakes?"

"Let's just leave the pet names for later."

Kevin laughed. "I still think sweet buns was great."

Gwen ignored him. Instead, she sidled up to him, put an arm around his neck, and drew him in for a kiss, to which Kevin responded to enthusiastically, wrapping his arms around her waist. Gwen dropped her bag on the floor to free up her other arm, which she then used to pull Kevin even closer. Kevin growled and hoisted Gwen up, bridal-style. He made for the couch.

Gwen gasped when Kevin pushed her back on the soft cushions and started kissing her hungrily. She kissed him back, teasing his mouth open with her tongue. The sound of Kevin groaning as their tongues touched made Gwen want to get even closer. She arched her back, pushing herself against him. Kevin's hand went under her skirt again. Gwen moaned when she felt Kevin's hands moving all over her.

_RRrrrrring!!!_

Gwen's cell phone started ringing again. She fumbled with it as Kevin extracted himself from their embrace, cursing under his breath.

"Hello?" Gwen said, a little breathlessly.

"Gwendolyn Tennyson, where are you?!"

Gwen's eyes grew wide as she covered the mouthpiece with her hand.

"It's my mother!" she hissed at Kevin, who froze and looked panicked.

"Julie's father called your father a few minutes ago wondering where you were. They expected you at their house hours ago!"

"Mom… I'm sorry, I'm on my way. I guess I lost track of time…"

"Who are you with? Mr. Yamamoto said Ben was at their house. Are you with that Kevin person?!"

"Yes, I'm with Kevin. But I'm on my way to Julie's now, I promise. No need to worry. I'll apologize to the Yamamotos when I get there."

"You'd better, young lady. See if we leave you home alone again for the weekend. And next time, tell Kevin to get you home earlier."

"Mom…"

"Call me when you get to Julie's." Gwen's mother hung up.

Gwen sighed. "She's pissed."

"I guessed as much." Kevin muttered. "Want me to walk you to Julie's?"

Gwen smiled at him. "That would be nice."

Kevin stood up and grabbed Gwen's overnight bag. "Come on, or your dad'll come at me with a shotgun or something."

Gwen laughed. "We don't have a shotgun. A Tazer, maybe."

"Wonderful." Kevin smirked.

^*^*^*^*^*^

"I am so sorry, Gwen!"

"It's ok, Julie."

"I swear, I had no idea my parents would get your parents' number from Ben's folks."

"It's really ok."

After Kevin had left her at the Yamamoto's porch, Gwen had called her mother again as promised, who no doubt confirmed with Julie's parents that her daughter was indeed at their house. Now the two girls were in Julie's bathroom, Gwen about to wash her face and Julie perched on the edge of her bathtub.

"So how was your night?" Julie asked innocently.

Gwen grinned at her reflection in the bathroom mirror. She didn't say anything, but gathered her long hair back in a ponytail so that it wouldn't get wet. She opened the tap.

"What is that?! Is that… Gwen, tell me everything!" Julie shrieked.

"What? What is it?" Gwen asked, puzzled. Turning her head, she caught sight of a dark bruise on the side of her neck in the mirror. Briefly, the image of Kevin and her in the alley crossed her mind. Gwen blushed scarlet.

"Great…" Gwen muttered. "I'll have to double up on concealer."

"Forget that! Kevin gave you a hickey!" Julie squealed. "Are you like, together now?"

Gwen splashed water on her face, then lathered some facial wash on her palm. "Hmm… well, yes. I suppose so." She said, keeping her voice nonchalant. She laughed when Julie squirmed on the edge of the bathtub.

"Out with it Tennyson. Tell me what happened. The suspense is killing me!" Julie said, giving Gwen the dirtiest look she could muster, which made Gwen laugh again. She quickly finished washing her face.

"Ok, so I went to his place…"

^*^*^*^*^*^

"Bye, Julie! Thanks for having me over!"

It was morning, and Gwen was ready to go back home after spending the night recounting her time with Kevin to Julie, leaving out the naughtier parts, of course. She slung her bag over her shoulder as Julie walked her to the front door.

"I'm so excited! We can all go on double dates now!" Julie exclaimed, as she opened the door.

Gwen stepped out into the bright sunlight then stopped in her tracks. Waiting for her at the curb of the Yamamotos' house was Kevin, wearing a black t-shirt, jeans, and a playful smile on his lips. Leaning casually against the door of his green Camaro, he uncrossed his arms and made his way towards the redhead.

"Hey, I finished fixing my car last night. Want a ride home?" he said, as he took Gwen's bag and slung it over his own shoulder. He glanced at Julie. "Hey, Julie."

"Hi Kevin. Had fun last night?" Julie asked, batting her eyelashes at him.

Kevin raised an eyebrow and looked sideways at Gwen, who suddenly seemed completely absorbed at contemplating the tree growing in Julie's yard.

"Yeah, I had fun." Kevin finally said. "See you around, Julie."

Gwen turned around and gave Julie a warning look as she followed Kevin to his car. Julie merely waved goodbye, and with a giggle, went back to her house and closed the front door.

"So…" Kevin commented as he opened the passenger side door for Gwen, "I thought it was only guys who kiss and tell."

"I didn't tell her everything!" Gwen protested, as Kevin closed the door after her. "I only told her the general flow of events."

Kevin smirked as he got into the driver's seat. "I hope you didn't leave out the part about what a great kisser I was and how crazy I drove you last night."

"As if. You're not even that great a kisser." Gwen said petulantly.

"Ah, you wound me, Gwen." Kevin said, pretending to clutch at his heart in pain. He then moved closer to Gwen until their faces were only inches apart. "Why don't I give you the chance to reassess my kissing abilities?"

"What makes you think I want to?" Gwen retorted, her heart skipping a beat as Kevin leaned in.

"I dunno. I guess you're right. I won't kiss you, then." Kevin whispered in a low voice, his lips just barely brushing Gwen's. Gwen's breathing suddenly became more labored.

"Oh, screw it." Gwen muttered, then grabbed Kevin by the neck and closed the tiny distance between them, making Kevin chuckle before her mouth covered his.

"Why, Gwen." Kevin said, pretending to be shocked after they pulled apart for air. "I never pegged you as the aggressive type."

"I have a black belt and fight aliens on a regular basis. I have no idea why anyone would think I'm aggressive." Gwen replied, smoothing out her shirt as Kevin laughed. She fell back on her seat while Kevin started the engine.

"So," Kevin asked as he pulled away from the curb. "When are your parents getting back?"

"Around late afternoon today."

"I see. Wanna hang out until they do?"

Gwen peered at Kevin's profile as he drove. She looked at his work-roughened hands on the wheel, his strong arms, his well-toned chest…

"You know…" Gwen said seductively as she placed a hand over Kevin's on the stick shift, "We never really got to finish what we started last night."

The car swerved as Kevin's hand on the wheel jerked. He looked sideways at Gwen. "You wanna go to my place?"

Gwen smiled and leaned across the seat to whisper into Kevin's ear. "Yeah, I do."

The car swerved again.

^*^*^*^*^*^

THE END

^*^*^*^*^*^

A/N: I know a lot of people wanted some smut, but I finally decided against it because a) I've never written any and I don't think I'll be any good at it, and b) I don't really have the time to do any Gwevin smut I write any justice, so I'll just leave the M-rated Gwevin fics to more capable authors. Also, I'm sorry if this whole fic seemed rushed. I just wanted to finish it as soon as possible because I wanted to work on another fic I had in mind, which will be more ambitious in scope, story-wise. I hope you guys like this anyways. As always, R&R!


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